Elite
by Flamesinger599
Summary: He was a protector. A warrior. The best of the best. All the other changelings respected him. And then things changed. Things went wrong. Friends became enemies. Enemies became friends. His world was flipped upside down. And now he has to fix it.
1. Where Am I?

**A/N: Now I know you guys can't read the blogs that I post on FIMFiction, so let me bring you up to speed. These past few months, whenever I sit down to write Just Another Average Tuesday, my inspiration takes the day off at work. Freaking drives away in a sports car and everything.**

**Anyway, I tried to think of a solution to this problem, and eventually my complex and intuitive mind formed this theory:**

**Can't write shit - Should write shit - Write different shit.  
**

**The result is what you see before you. Don't worry, I'm in no means cancelling JAAT. I just need a little jump-start, and this story will serve as one. Enjoy!  
**

The first thing upon waking up was the pain.

Many people would say that there is nothing useful about pain. It is hindering and unpleasant, one of the bodies not-so-amazing attributes. Nobody _likes _to feel pain, and he was no exception.

In this case though, the pain actually turned out to be quite useful. It told him, in no uncertain terms, which parts of his body were injured. In this case his head and one of his wings.

He shifted, his misshapen hooves, trying to identify the ground he lay on, and the pain in his wing strengthened. A hiss escaped his lips. A pained wing could only mean one thing: it was broken, and therefore useless until he got the chance to heal it. And he didn't dare use any magic until he found out where he was.

Rather than agitate his already-beaten limbs, he attempted to open his eyes. This proved difficult as his eyelids felt like they were attached to bricks. He couldn't remember them ever being this heavy. Heavy eyelids were usually caused by extreme dreariness, but in his case that couldn't be true. Him being tired was rarely due to lack of sleep.

After a ridiculous amount of struggling, he managed to force his eyelids into the 'open' position. Pale blues orbs with no pupils or irises peered out, and immediately started relaying information to the brain. It was night. Tall buildings stretched out on either side of him. He was in a city, more specifically an alleyway. He had no idea which city though.

_Well at least I'm near civilization..._

Again he tried to get up, and again this proved to be a bad idea. This time his head also decided to make it's presence known, albeit through stabs of burning pain. He groaned and lay back, allowing the pain to reduce itself to a mere headache.

Tentatively, he reached up with one hoof. Taking care not to agitate any of his injuries, he felt the back of his head. No wetness. Good. That meant he didn't have to worry about blood loss. Though that might explain why he was so tired.

Further exploration revealed something that puzzled him. His head had no cuts. Or bruises. Or gashes, or swellings, or anything else that caused head pain. Physically, his head appeared to perfectly fine.

Which must mean that the problem was internal.

Lowering his hoof, he instead took stock of his mind. He could think clearly. His mind wasn't dulled due to a concussion, drugs, alcohol, or anything else that caused that sort of thing. He started checking the other parts of his mind, starting with his memories. Cycling through them, he went through his entire life from start to finish. Everything was there. His childhood, teenage years, adult life, and much more recently...

… how he had gotten here.

…

…

...

Yes.

Yes, he definitely remembered that.

He pushed the memory away though. He couldn't afford to dwell on that now. Pulling back from that section of his mind, he turned his back on it and started going through other things. Sense: all working and fully functional. Changing Ability: diminished. He would have to find more love for him to be able to maintain a form for more than a couple of hours. Other than that though, it was fine. Magic Reserves...

Completely _GONE_!?

Wait. No. Not gone. Just very, very, low. A quick scan revealed that he had barely enough magical energy in his systems to perform a simple teleport, which would explain both his headache and his weariness. His body barely had enough energy to run it's basic functions. Of course he felt tired. It was a wonder he was even conscious.

He let out a weak groan. Sometimes, such as times like these, it annoyed him that his body required more energy to run at full capacity than ordinary changelings.

Of course, magical energy recharged over time. If it didn't, magicians wouldn't even exist. But again, in his case it would be slightly longer than normal. He estimated that it take about a week in his current state to recharge all of his power. Normal bodily functions, however, would return in several hours. Less if he slept.

And until then... all he could do was lay there.

**157 years ago:**

"No."

"My queen, please, if I could just-"

"No."

"I know the past few didn't go well, but-"

"No."

"This could greatly benefit our nation! If we-"

"Calsor?"

The changeling scientist stopped talking and adjusted his glasses. "Yes, my queen?"

Chrysalis sighed and rubbed her forehead. It had been such a peaceful day.

The throne room had been quiet. Sunlight shone through several gaps in the walls. After all, just because she was a changeling didn't mean she couldn't enjoy a little sunlight when she wanted too. She had nothing to attend to, and was fully prepared to spend the whole day lounging around and enjoying the nice day. Maybe she would read a book, go for a fly and stretch her wings, or just be lazy and sleep. She was the queen, after all. It was her right to be lazy when she wanted to.

And then he had showed up.

Chrysalis studied the scientist before her. He was thin, like most changelings who spent their life indoors, and his natural armor plating reflected that. It was clear that it had evolved on a host who wasn't really a fighter, and was more flexible then it was thick. Of course he preferred it that way. Most changelings did. After all, who liked being in a suit of heavy armor that you could never get off?

Another strange thing about him was his glasses. Imported from the griffons, he wore them about wherever he went and refused to talk them off for anybody, including the queen (of course, he was much more polite when telling the queen that). He didn't really need them, he just loved the way they felt on his face and how they made him look 'intelligent'. Many people, changelings and other, had tried to convince him otherwise of this. None had succeeded. So the glasses went unchallenged.

"Calsor..." she repeated, lifting her face from her hooves and facing him. "... Contrary to what you and the scientific community believe, I am perfectly aware of the benefits we get if this project succeeds. Why do you think I let you experiment on younglings in the first place? I trusted you and your team to take the necessary precautions to ensure nobody got hurt." He cringed under her gaze. "It appears my trust was misplaced."

"Please... my queen... we know what we did wrong. It's fixed now. I am certain that this next subject-"

"There will _be _no 'next subject' Calsor. I am canceling the project, and that's final." She settled back in her throne. "You will just have to come to terms with the fact that Project Elite will never become a reality."

"But it will work this time! I promise you! We have double and triple-checked every aspect of the process. There is absolutely _nothing _that could go wrong!"

Internally, Chrysalis groaned. She knew from past experience that when Calsor got fixed on an idea, he wouldn't let it go, even when it involved such a delicate thing as an infant's life.

Her stare turned into a glare. "You have already ruined two, TWO, of my subject's lives with your experiments, Calsor. I will not let you ruin another."

He visibly winced at that part. "Yes... yes I know... and that..." Something in his mind seemed to click, and he suddenly raised his head. "... and that is why I offer my own life if this experiment goes wrong."

Okay, all credit to him. She had NOT been expecting that.

She eyed him for a moment.

"You're _that _certain it will work."

"Yes." His head was straight, his eyes forward. She sensed no untruth in his words. He fully believed what he was saying.

That had to count for something, right?

She sighed once more. "I'm not going to execute you if this goes wrong, but if it does, you will be charged with the outcome. Three crippled younglings count towards a lot in prison."

He nodded, not saying anything.

She looked him over again, before nodding back. "Fine, you have my permission."

The change was instantaneous. Calsor grow a huge grin in the matter of seconds and fist-pumped the air, his serious demeanor completely broken. Chrysalis couldn't but smile as she watched the overjoyed scientist do a little victory dance right in front of her before dashing towards the exit. There was one more thing she had to add though.

"One more thing Calsor..."

He seemed to freeze in midair before remembering where he was and quickly turning, all business once again. "Yes, my queen?"

She suppressed a giggle at the sight of the once-ecstatic face that was now dead serious. "I think I would like to view this one for myself."

wwwwwwwwwwwwwwwwwwww

With her guards on either side of her, Chrysalis studied the laboratory. It was one of the few places in the hive that had metal in it, along with the armory, and was full of worktables, potions, testing chambers, and other science-y stuff. She would never admit it to anyone, but in truth Chrysalis had no idea what more than half of these things did. Science had never been her strong point. In fact the only reason she was here was so she could help out if anything went wrong, which despite the multiple reassurances, she was sure it would.

All the scientist changelings were gathered around a central test chamber, in which rested a young changeling infant. Her heart pinged when she saw it. Come to think of it, if this went wrong, maybe she _would _kill Calsor. Or at least throw him through a window.

The infant appeared happy enough though. It was resting comfortably in small bed, sound asleep. The chamber itself was completely temperature-controlled, and Calsor had assured her that the process, whether it went wrong or not, was completely painless. At most, the baby would feel a small tingle.

Calsor himself had positioned himself at the back of the chamber and was waving at her. The experiment was about to begin.

The scientists got into position. Five of them stood at regular intervals around the chamber. They each removed some kind of plating from the side of it, revealing five holes big enough to stick a horn through, which is exactly what they did. She remembered something Calsor had told her: the magic in this experiment had to be as focused as possible. Every single little drop of magic that was cast had to find its way to the baby, which was why the experiment was an enclosed one.

The rest of the scientist lined up behind the five, ready to provide magical support, which they would _have _to do at some point according to Calsor. Each and every one of these changelings was trained magicians, and there were about thirty of them in total. Even so, he had estimated that at least seven would faint at some point during the experiment. This was a HUGE influx of power, after all.

Chrysalis took a moment to glance at either side of her. There were no other changelings in the room other than the scientists and her. Even her personal guard had been sent out. She had actually been the one to instigate this order, as she definitely didn't want what happened here to become public knowledge, especially if it ended up working.

A bright green glow lit the room as each of the five castors activated their magic. Five tiny strands of energy slowly extended from each horn, connecting with the baby, whose response was to just yawn and turn over.

It stayed like this for a few minutes. To the casual observer it would seem that very little was actually being accomplished, as the strands of energy never changed. They stayed connected to the oblivious youngling, never becoming thicker or brighter. If Chrysalis herself didn't have a horn, she doubted whether it would seem very exciting, but as it was she could feel the spell's power from twenty feet away where she was standing. It was amazingly complex, with hundreds of different components that each targeted a different part of the body or mind, as well as thousands of mini-incantations to hold the whole thing together. It amazed her that it only took thirty changelings to cast a spell like that. She doubted she herself would be able to handle it on her own.

Something that struck her as odd was the fact that none of the scientists were speaking, making hoof-signals, or performing any other kind of communication amongst themselves. Each of them was entirely focused on his or her task, whether it be performing the spell or supplying magical energy to their colleagues. No distractions whatsoever.

After five minutes, the first changeling fainted.

It didn't scare the queen so much as it startled her. One of the energy-suppliers second in line had simply gone limp and toppled over. The one behind him had quickly rolled him aside and moved up, the supply of energy never breaking. They had anticipated this. They knew what to do. The guy would be perfectly fine when he woke up.

Perhaps she had underestimated them a little.

Over the next ten minutes, four other changelings fell unconscious, second in line upper right, third in line lower left, second in line upper left, and the fifth in line lower right. Each time the process was the same: Quickly roll him or her over and move up, maintaining the energy flow. They could not afford to be distracted at a time like this.

A few minutes after the fifth changeling has fainted, the strands started becoming brighter. The baby, who had not reacted this entire time, smacked his lips and turned over again. The magic continued to strengthen, the light in the chamber becoming too bright to look at full-on. The process was almost complete.

Two changelings fainted in quick succession, third in line lower right and last in line lower left. They too were rolled over and replaced.

The chamber grew brighter. It was now completely filled with green light, offering no view of the infant inside, and Chrysalis became aware of a _very _distinct humming that filled the entire room.

Changelings began fainting left and right. Their numbers quickly dropped from 23 to 18, then to 13, then to 7. Finally, only the five casters were left, Calsor included, and each was pouring with sweat.

It was at this point that several things happened very fast.

First, the magic flashed, filling the whole room with light.

Second, Calsor and the other four all fainted at once.

Third, the chamber exploded.

Chrysalis's eyes widened and she reacted instantaneously, throwing a shield right before the shockwave reached her. Green energy pulsed around her, enveloping everything in the room. The noise alone was deafening, the sound of an absolute TON of energy all being released at once. She was sure everyone within a couple of miles felt that blast.

Luckily, it only lasted for a few seconds.

As the energy escaped the enclosed area, the light died down. As she slowly lowered her shield, her eyes darted about, taking in the damage. Anything made of glass, such as test tubes and the chamber's viewing windows, had been shattered. The metal sides of the chamber itself had been blow apart. The scientists were lucky. They had all been lying on the floor, and so had avoided most of the debris. There were a few scratches here and there and burns all around, but they were all minor and could be easily fixed by any self-respecting healer. Her eyes then turned towards the experiment.

There, in the middle of a burned and torn-up chamber, lay the youngling, him and his bed both perfectly unharmed. As she watched him, he yawned.

She didn't smile yet. The baby appeared to be fine, but she had to make sure. Only problem was that all the scientists were unconscious.

She snorted. Well she could do at least ONE thing to help.

Her horn flashed, and a multitude of tiny bolts sped from it to the fallen changelings. Soon the room was full of the groans and grunts of the newly-awoken scientists, as they each sat up and tried to figure out where they were.

A small smile graced her lips. She wasn't queen for nothing.

She approached the nearest scientist, who just so happened to be a rather-confused Calsor. As he shook his head, she helped by poking it.

"My dear Calsor, PLEASE tell me that explosion wasn't part of the plan."

"W-Wha...?" His eyes focused in on her face before beginning to wander about the room. "What are... oh... oh my..." His eyes landed on a certain broken test tube and flashed in recognition. "Is that... NO!" He pushed away from the queen and immediately dived towards it. "Not my glow-in-the-dark grape juice! That had been near the final days of fermentation!"

Resisting the urge to murder something small and defenseless (preferably Calsor), Chrysalis calmly followed him. "Calsor."

"Five years worth of research! So many attempts and fails!"

"Calsor."

"My lifelong dream, an entire lifetime of ambitions down the drain, a-"

"CALSOR!"

This outburst managed to gain his attention, and upon seeing the look on his queens face Calsor decided to forget about his glow-in-the-dark grape juice. "Yes, my queen?"

Not trusting herself to day anything quite yet, she simply pointed towards the torn-up chamber.

He looked at it for a few seconds, his eyes slowly growing bigger and bigger. He slowly walked over to the infant, his eyes fixed on it. When he reached it, he just stood there, gazing at it in a kind of trance. The baby yawned again, and a smile spread across the scientist's face. He slowly reached up a hoof, and traced the air around the sleeping infant.

"... Perfect..." He muttered.

Then his trance was gone. "Forlock! Grem! I need a scan, and I need it NOW!"

Two of the other scientists who had been surveying the damage quickly rushed over. Lowering their horns, they shot a kind of mist over the infant. The mist didn't appear to be anything special, but immediately the changeling's eyes began to move about very quickly, as if reading invisible text in the air at about 75 miles an hour.

"Heartrate is okay... muscle dexterity is normal..." the one called Grem muttered. "... Breathing is fully functional... mind seems to be completely clear, normal for a sleeping baby... magic capacity is _way _over the top for a kid his age... no other negative side effects detected." His eyes stopped vibrating and he gave his head a little shake before beaming at Calsor. "I think... I think it worked."

Calsor was dead silent for approximately twenty seconds before voicing his happiness.

"IT WORKED! IT WORKED! YA' HEAR THAT EVERYONE!? IT FINALLY WORKED!"

He bounced up and down with a huge grin on his face, doing another little victory dance very similar to the one he did in his queen's throne room not that long ago. His happiness spread to the other scientists, who despite their cuts and burns started to yell and shout and dance. Chrysalis, though, had noticed something.

She took a better look at the youngling. All the shouting and loud noises had woken it up, and it was now blinking confusedly about. It yawned again, and this time she saw his fangs. They were tiny, an average size for a baby changeling. In fact, everything about the baby was average. If you put this guy into a group with five other babies and mixed them up, you probably wouldn't be able to find him again.

"Calsor?" She waved a hoof in front of the baby's face. It's eyes followed the movement. "Could you come over here for a moment?"

Despite the chaos being waged not five feet away, Calsor still managed to hear her. Breaking away from the wealth of hugs and handshakes, he joined her next to the mostly destroyed test site. "Yes, my queen?" Turning towards the infant, he couldn't help but release a tiny 'squee'. "Look at him. Isn't he the most amazing thing you've ever seen?!"

"Weeeeell..." _No. Not really. _"I'll admit that he appears very healthy considering the amount of magic you and your team poured into him, but don't you think he looks... maybe a little... too..." She searched her mind for the correct words.

"... normal?"

He blinked. When he realized what Chrysalis meant, he just grinned even wider. "But that's the beauty of it all! He has all the physical aspects of a normal changeling. He'll be able to blend in with anyone. But on the inside is what _really _counts!" He started circling the chamber, keeping his eyes on the infant. "We've... upgraded him, I guess you could say. Increased muscular strength, increased coordination speed, increased brain capacity, _and_ increased magical potential. When this guy grows up, he'll be stronger, faster, smarter..." Calsor stopped moving. "In essence, he will be an _evolved _changeling. Capable of feats no ordinary hiveling could even _dream _of."

Chrysalis kept her eyes on the subject. "... a super soldier..."

Calsor's demeanor slightly faltered at those words, but he quickly recovered. "Well... yes. He will undoubtedly excel in that field. But if I may, my queen, I would urge you to look beyond just military purposes. He is capable of so much more-"

Chrysalis cut him off with a wave. "If I wasn't so intrigued, I'd be insulted right now. You underestimate me Calsor. And don't worry; I'm not going to turn him into some mindless killing machine. You can be rest assured of that."

He breathed a little sigh of relief at these words.

Using her magic, she carefully picked up the baby, who stirred and looked up and her with big pale blue eyes. He didn't cry, or burp, or do any of the gross things that Chrysalis usually associated with babies. He just looked.

She smiled. Maybe it was time for a formal announcement.

"Attention!" This gained the attention of the scientists, who ceased their celebration and gathered around her.

She raised the baby for all to see. "Congratulations to all of you! You have successfully performed an act which will help our hive greatly!" An idea formed in her mind, and she raised the baby up even more.

"I hereby name this youngling 'Corlo', the first Elite changeling!"

The scientists cheered. They had done it. It had taken time, and frankly WAY too much effort, but they had done it. The time for celebration had returned.

"To serve wherever he is needed, nothing more!"

**Present Day:**

_Wherever he was needed. Nothing more._

These words echoed through his mind as he awoke, momentarily forgetting where he was. He shifted, and in doing so reminded himself rather painfully that he had a broken wing. As he gritted his teeth, he realized something that pleased him: he was no longer tired. Magic levels were still low, but enough had returned so that his headache was gone and he could move his uninjured limbs without any difficulty.

Taking great care not to aggravate his wing, he slowly stood up. He would need to make a makeshift cast for it until he was able to perform a proper healing spell, as doing one now would just make him bone-tired again. Besides, he needed to find out where he was.

And the simplest way to do that was ask the locals.

With slow, steady steps, he made his way to the end of the alley. While he was at it, maybe he could find a hospital or something. Broken wings weren't exactly a blast to walk around with. Each step caused a small jolt of pain. Not enough to hinder him, but it sure as hell wasn't fun.

Stepping out of the alley, he breathed in the night air. A guess told him it would be dawn in a couple of hours, maybe less. He hated to wake up people while they were sleeping.

_An all-night diner maybe?_

Looking around, he saw that he had just entered what appeared to be a town square. He didn't recognize it, which he found strange. He had an exceptionally good memory, so he figured he would at least recognize the style of the houses and from there discern which species it was home to. But the style wasn't familiar to him.

Two figures began to emerge from the darkness to his left. They were stumbling about and cursing, the darkness hampering their vision. He himself could see perfectly, but he knew he was special in that regard. Not many other species could see in the dark. He was just about to call out to them before his ears picked up one of the sentences.

"... can't see a damn THING in this stuff! Why did you have to turn off the light?!"

"My magic had to recharge. Just gimme a sec and I'll turn it back on."

"Good. I can't patrol when I can't see my own hoof in front of my face."

Hoof?

A few seconds later, one the figures began to admit a blue glow, revealing the speakers. Two white ponies, one unicorn, one earth pony. And they were both wearing golden armor.

Quick as lighting, he darted back into the alley and pressed himself against the wall, much to the displeasure of his wing. His mind raced.

He was in a pony city. Not Gryphondale, or Diamopia, or someplace where the locals at least knew about him, A PONY city. This situation had just gotten very bad.

A quick peak confirmed how bad it was. He recognized the golden armor as that of the Royal Guard, which meant that he was in one of their main cities. Royal Guards weren't stationed anywhere else. In fact, as far as he knew, they were only in Canterlot or Manehatten. Everywhere else had normal soldiers.

Where he was didn't really matter anymore though. He had to get out. And he needed to do it before sunrise.

Sprinting silently back down the alley, he fervently wished for his magic. A simple invisibility spell would've solved this whole problem. As it was, he had no magic, no flying, and no shape-shifting. And of course the alley had to be a dead end.

The guards didn't know he was there though. That was something.

He couldn't go back. He couldn't go forward. The only way he could go without getting noticed and making the whole situation all the more difficult, was up. But how could he do that without wings?

Backing away from the wall of the alley, he looked around. The walls were bare, except for what seemed to be a water pipe running up the side. His eyes traveled upward, tracing a path from the pipe, to a windowsill, to another pipe, to an out-standing brick, and finally, to the top of the building.

He gritted his teeth. This was going to hurt.

Taking a small running start, he leaped and grabbed the end of the pipe. It held his weight. His wing, on the other hand, sobbed in protest. He did his best to ignore it and was not entirely successful.

The ascent began. It was slow going, with him having to rest every couple of feet and let his wing stabilize, but it was a hell of a lot better than outrunning the guards. At least this way he got rests and didn't have the whole city alerted to his presence.

After about fifteen minutes, he reached the windowsill and started scooting himself along. He thought he had been doing pretty well until he heard an ominous noise.

Crack.

Without thinking, he jumped to the side and caught the end of the second pipe. This was almost too much for his wing, which felt like it was about split in two. He let out a hiss as he watched the windowsill fall, landing with a audible 'thump'.

He froze, his eyes turning towards the alley.

A minute passed.

No guards.

Continuing up the pipe, he repeated the process of going up, then resting. This one took about twenty minutes, and by the time he reached the top he was sweating. His wing had gone numb with pain.

Stumbling onto the roof, he sat for a few minutes and panted. His wing settled from a constant white-hot to a slow throb.

He took this opportunity to survey the city in front of him. He didn't recognize anything. Not surprising, it wasn't every day that he visited an anti-changeling community.

Something blurred at the edge of his vision, and he turned his head to look at it. What he saw put him in a bad mood.

Towers. White, golden, spiraling, pointed, towers. And a huge mountain.

He groaned. He recognized that. He had hoped that he had been sent to Manehatten, but no. He knew exactly where he was.

Canterlot.

That damned queen had teleported him to Canterlot.

-End of Chapter 1-

**A/N: Sooooo... would'ya think? Not what I usually write, but it's not bad, right?**

**Right?**


	2. Night Time Crawl

**A/N: Next Chapter's up. This was again proofread by my awesome pal munomana on FIMFiction, who managed to do a great job at around midnight. This guy's a freaking beast.**

**Please review and tell me how I'm doing. Thanks!  
**

Canterlot.

He was in Canterlot.

Okay, no problem. No need to panic. All he had to do was get out before the sun rose and everybody woke up. Simple.

Standing up, he groaned. He really needed to do something about his wing, though he wasn't quite sure what. His options weren't exactly full-range in this situation.

Looking across the rooftops, he saw that it would be fairly easy for him to make his way to the edge of the city by jumping from rooftop to rooftop. He would have to look out for pegasi patrols, and of course his wing would make the whole experience a trip to hell, but he wasn't complaining. It was about time something went his way, albeit slightly.

Limping, he made his way to the edge of the roof, careful not to look conspicuous. Peeking over the edge, he could clearly see the two guards he had eluded. They were continuing through the square, away from him. They wouldn't be able to see him up here anyway, not in this kind of light.

He surveyed the gap between his roof and the adjacent one. It was roughly ten feet across, with nothing to impede his landing on the other side. He wouldn't even have to get a running start.

Tensing up his legs, he crouched. Thinking about how much his wing would hurt on impact probably wasn't a good idea at this point.

He sprung, the muscles in his legs carrying him up six feet before descending onto the opposite roof. He hit the ground three feet away from the edge, but was unable to perform a roll due to his wing. This was unfortunate, as the lack of a roll meant that his hooves absorbed the impact. The shockwave traveled up through his legs, reached his chest, and from there was transferred to his wing, all in the span of about half a second.

He gasped, quickly stifling the noise by biting his lip. He couldn't help it. His wing literally felt like it was being ripped in half. At this point, he started wondering whether it would survive this short little endeavor. He sincerely hoped so.

Trying to shake off the pain, he continued to limp towards the next gap in the sea of rooftops. This one was cleared much like the first, and when he landed there was just as much pain. Was it really worth a disfigured wing just to escape the city? Probably not. But then, he wasn't exactly known for his decision-making skills.

Three rooftops. Four. Five. He was getting closer. He could easily make out the front gate, though that wasn't his destination. He was aiming for about fifty feet over, at one of the little side-gates set in the wall.

'_Less __trouble __that __way__,'_ he reasoned.

Of course, things were never as simple as they should be.

He was recovering from his sixth landing when his ears picked up something. Flapping. Wings. Most likely a pegasi patrol. They had spotted him.

Frantically, his eyes darted back and forth. This roof was bare, with hardly enough cover to hide a bird's nest. There was definitely nothing up here that could hide him.

Which meant that he had to get off.

Ignoring the ever-present pain that was telling him no, running was _not _a good idea, he sprinted towards the end of the roof. No time to waste. He jumped, twisted, and on the way down caught the edge. He was now hanging off the side of the building.

Internally, his wing screamed. He bite his lip to mask the groans.

The flapping intensified, until he eventually heard the clip-clop of hooves on the roof. Two sets.

'_Gods__, __I __hope __they __don__'__t __have __lanterns__._'

"You sure you saw something?"

"I told you, I'm not sure. All I saw was a shadow. It might've been nothing."

The first voice grunted, and there was the scrap of armor as he turned his head back and forth. "Well, there's nothing here now."

"Yeah." There was faint clip-clop. The guy was probably shuffling his hooves. "You think I could've imagined it?"

"You?" There was a snort. "Definitely."

There was no reply. After a couple seconds, the gruff voice spoke up again. "C'mon. Admit you imagined it. There's nothing here, let's move on."

"Yeah yeah yeah..." a pause. "Okay, you're right. Nothing here. Let's go."

The flapping struck up again and began heading back towards the center of the city. He didn't dare move a muscle until the gentle beat faded completely.

When it did, he wasted no time in hauling himself back onto the rooftop and giving in to the chorus of moans and gasps that had been trying to make themselves known for the past five minutes. His wing hadn't appreciated that move.

Struggling, he used to forelegs to slowly ease himself off the ground. He couldn't stop now. He could rest and tend to his injuries once he had escaped this damn place. Managing to get to his hooves, he continued onward.

He encountered no other pegasi patrols. Each rooftop was a simple jump, land, whine in pain for a few seconds, and then jump again. After about twenty minutes, he landed atop the final building.

Crouching, he viewed the gate. Being a side-gate it was small, more of a glorified door actually. What puzzled him was the lack of any kind of protection. There were no guards _anywhere__._ No pegasi, no foot patrols, no nothing. In all his years, this was the one thing he could safely say he had never seen before. One did not simply put in a side-gate and then just _leave _it there unguarded. Especially during the night.

This caused him to be a bit more suspicious than he normally would be, but honestly there was nothing to be suspicious about. He could see in the dark. There was no one laying under cover of darkness to attempt an ambush. No archers or unicorns on the surrounding rooftops. Besides, those seemed immensely over-complicated for a simple side-gate.

Hesitantly, he glanced downward. It was a twenty-foot drop to the bottom. Yeah. No. Instead, he opted to use a rather conveniently-placed water pipe to slide noiselessly down to earth, where he crouched and stayed in the shadows. He didn't really want to approach the gate. Every single one of his instincts was yelling 'ambush' or 'trap', and yet neither of these seemed logical. They had no idea he was here. Why would they put extra protection around such a minor thing?

Very slowly, he approached the door, senses alert. That was another thing about his wing. The pain distracted him, making him easier to sneak up on. And he didn't like the prospect of somebody sneaking up on him one bit.

He reached the door. Nothing yet. Reaching out one hoof, he gently tapped it. Again, nothing. Feeling kind of stupid, he tried the handle.

Locked. Okay, so maybe they weren't completely clueless.

Looking around, he again made sure no one was in the vicinity. He was alone. Good. He didn't want anyone around to hear him.

Gripping the handle, he tensed his muscles and twisted. A satisfying *snap* told him that both the handle and lock were disabled. Gently, he pushed open the door.

It swung outward without a hitch.

For a second, he didn't move, hardly daring to hope that it had been this simple. Then his brain kicked in. Muttering a quick word of thanks, he dashed through the door...

… and slammed right into what felt like a brick wall.

Stepping back, he rubbed his nose and cursed. What the hell had he bumped into?! There was nothing in his way! He had literally slammed into thin air!

Reaching out with a hoof, he felt the space in front of him. Solid. It felt like he was touching thick glass. His mind started making connections. There was only thing he knew of that felt like that.

He squinted. While he could see in the dark, that didn't necessarily mean he could discern colors, so he could have missed it. There was an easy way to tell though. Using his horn, he slowly penetrated the air before him. It too bumped against something solid. This time though, he used his magic to scan what he was touching.

A shield ward.

A _really __big _shield ward.

He sighed and pulled away his horn. A shield ward, a.k.a. a force field. Those bastards had reactivated their force field. The same damn one they had used at the Battle of Canterlot.

He felt like slamming his head against something. Of COURSE there were no guards! They wouldn't need guards if they had a huge magical shield protecting the whole city! He was surprised now that he even ran into a pegasi patrol! They seemed like the most useless thing in the world compared to what was now in front of him!

He shook his head, forcing himself to calm down. No. This was not the end of the world. He had broken through one of these before, he could do it again. Sure, he had had a whole army of changelings by his side and the castor of the spell (The Captain of the Guard, he believed) had been severely weakened due to Chrysalis's mind control, but nothing was impossible, right?

He sighed. Yeah. Sure.

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Shining Armor was having a dream.

There wasn't much to it, but it was a good one. He was floating in what felt like a void. Books, quills, swords, armor, and other things from his life drifted around him in a calm vortex, twisting and spinning. Smiling, he slowly reached out and grabbed hold of a book. 'The Ways and Windings of the Ocean'. His smile widened. He remembered that one. Cadence had forced him to read it. It had actually turned out to be quite good.

Letting go, he searched around for another one. Ah yes, 'Myths and Fantasies of Ancient Times'. He was almost done with that one. He had always preferred fiction over non-fiction books, as they were usually the more entertaining ones.

Reaching out, he tried to grab it and found he wasn't close enough. No matter. He would just drift a little closer and-

*bzzz*

With that one little noise, His entire relaxing world was broken. Everything began to spin, being sucked to a single point and dragging him along with it. Upon reaching that point, his dream exploded into reality.

With a start, he woke up.

Blinking, he turned his head back and forth, still blearily for being asleep not five minutes ago. What had woken him up? He could feel Cadence snoring peacefully beside him, so it wasn't her.

'_Ugh__...' _His eyes tried to find the clock. '_What __time __is __it __even__...?'_

*bzzz*

There. Again. What was that? He hadn't heard it as much as he had felt it. A sincere little buzz that had originated from his horn and resounded throughout his mind.

Sleepily, he sat up. Where had he heard that before? He faintly recognized it, but in his tired state he couldn't recall where it was from.

*bzzz*

'_Ugh__... __Celestia__-__damnit__...'_

Rubbing his eyes, he shook his head to try and clear it. He know that sound. It had happened a while ago. Something had been happening. His memories were unclear, but he was sure he had felt that buzz during...

… the Battle of Canterlot.

Suddenly, he was full of energy. Jumping out of bed, he quickly began to dress. He had been brainwashed during that period, but he sincerely remembered feeling that buzz, even through the mind-control. It had happened when the changeling army attacked.

Someone was trying to break through the force field.

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Again, he punched.

His foreleg flew against the shield, producing another small crack, and again his wing protested.

He stepped back a few feet to admire his work. Three cracks now adorned the shield, evidence of his displeasure of it being in his way. He sighed. It would take some time, but as long as no one noticed him he should be fine. At least he was able to hurt the damn thing.

His wing, of course, was acting up whenever he sent even the slightest of tremors through it, but honestly that was all in the background for him. It wasn't like it was going to stop hurting anytime soon.

Shaking his hoof, he punched again.

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It was a silent alarm.

After dressing and making sure Cadence was asleep, Shining Armor had quickly made his way down to the barracks. There, he had quickly woken up several lieutenants and told them to gather a team. After everyone had gathered, Shining told them of the situation. Armor and weapons were distributed, and the team of about fifteen had silently began their trek through the city.

Shining was able to home in on the buzzing, and the team had been told to move as silently and as quickly as they could. The last thing they wanted was for their prey to know he had been spotted.

Eventually, they found the source of the buzzing. Except... it wasn't exactly what Shining had thought it was going to be.

Instead of a group of changelings trying to get _in_, what they found was a lone changeling trying to get _out_. This confused Shining. How had a changeling gotten into the city?!

He remained calm though. The changeling hadn't noticed them, it seemed too focused on the force field. Turning his head, he viewed his hastily-assembled team. It wasn't half-bad, actually. A couple unicorns like himself were poised to blast the changeling with stun spells, and the rest were on the ground, ready to attack if given the call.

He almost did, but reminded himself that he was trying to avoid a ruckus, and hence an alarm. He wanted this problem contained without any trouble.

Just looking at the changeling though made it hard for him not to give the order the blast the thing repeatedly. These things and their queen had imprisoned Cadence and impersonated her, trying to control him. And they had succeeded too. If it wasn't for his little sister and her friends, he would probably have never seen his real wife again. He would have stayed in his mind-controlled state, believing that the monster he was with was his bride, and that nothing was wrong.

He shook himself mentally. Now was not the time to think of that.

Raising a hoof, he quietly signaled one of his men. 'Take him out quietly'. The soldier nodded and crept up behind the changeling, not making a sound.

That was when the changeling stopped punching.

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He stopped punching.

Panting slightly, mostly due to his wing, he once again surveyed the shield. It was almost broken. Ten minutes of almost non-stop attack mode had paid off. A few more punches and he would be free.

Letting out a deep sigh, he gathered his breath for another run. Raising a hoof, he was fully drawn back before his ears once again perked up.

Was that...

… scuffling?

Suddenly, two forelegs were around his throat.

**139 ****Years ****Ago****:**

It was mid-afternoon at the hive. The sun was shining, but not bright enough that the temperature was unbearable. No, it was a pleasant day. A light breeze had sprung up, and anyone outside would have heard birds singing. This was the kind of day one would not want to spend cooped up indoors.

Many sources will tell you that the changeling hive is a horrid place, located far away in the middle of some hot desert, where sandstorms were numerous and frequent. This couldn't be farther from the truth. In reality, the changeling hive resided at the very edge of the Everfree, on the opposite end away from Ponyville. It was within traveling distance of both the Griffon and Diamond Dog capitols, and it wasn't unusual for changelings to frequent both cities.

As for the hive itself, it was a combination of traditional changeling building methods and modern-day materials. The majority of the structure was made of packed dirt and mud around a wooden skeleton, with many enchantments holding everything together. For some reason, trees and plants that grew next to the hive tended to bond with the mud and dirt, snaking around the walls and providing extra support as well as a nature-like flourish. The trees that did this usually grew to enormous heights, some even reaching the top if the hive and curling around it. Changeling scientists and plant-experts have studied this phenomenon for ages, and yet not one of them has ever succeeded in finding a reason for it. The trees just seemed to enjoy being around the hive. Eventually the changelings just stopped trying to figure it out, and these days nobody questioned why the trees grew the way they did.

In recent years, trading and barter with the griffons and diamond dogs had boomed, and materials such as metal and glass had become accessible. The changelings didn't have a whole lot of need for these materials building-wise, but the prospect of better weapons, armor, and a solid see-through material made them worth buying. Windows became a very popular thing among the hive.

And that was only the top part.

It might surprise some people to know that only about 60% of the hive is above ground. The rest resides under the earth, with tunnels connecting each major room. Diamond dogs had been enlisted for this part, using their superior digging to accomplish in a few days what would take changelings several weeks. In return, the dogs had been able to keep any and all gems they found, which actually added up to a lot. If there was one thing changelings were, it was fair.

These underground rooms were used for many things. Experiments, housing, storage, and even training for soldiers. It was in one of these rooms that a certain changeling was preparing himself for a fight.

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Corlo didn't move.

His body was relaxed, his breathing regular. He kept his eyes on his opponent, watching for any hint of movement that might signal an attack. His forelegs were on the ground, unmoving. He wasn't going to make the first move if he could help it.

His opponent shifted slightly, rocking back and forth on his hooves. Corlo tensed, preparing himself to block an incoming blow.

It didn't come. His opponent just kept on rocking, his eyes never moving from Corlo's face. Corlo stayed tense, waiting for a surprise attack.

20 seconds.

30 seconds.

A minute.

Two minutes.

After three minutes, Corlo relaxed his muscles. If his opponent wasn't going to attack first, he might as well-

There was flash of movement.

Corlo jumped back in surprise, barely raising his foreleg in time to block the incoming blow. His opponent didn't let up, sending blow after blow at any part of Corlo he could reach. Corlo's hooves were a blur, blocking any attacks thrown at him. Now that his senses were awakened, he was confident that he would be able to gain the upper hand.

He was right. After a short period of blocking, he reached up and caught his opponent's right hoof in mid-punch. Shoving him away, Corlo began his own sequence of attacks, directing them mainly at his opponent's head. Said opponent managed to block them, but Corlo knew he was weakening. His punches were stronger and faster than an ordinary changeling's. It was only a matter of time before he won.

Bringing his hoof down once more, he found his path once again blocked by his opponent's forelegs. Instead of breaking away and attacking again, he applied pressure, trying to break the block. His opponent strained. Corlo knew that he wouldn't be able to resist his superior strength. He took note of his opponent's eyes. There was a hint of fear on them, the kind he associated with a person who was about to lose.

This motivated him to increase his payload. Leaning in, he applied almost all of his strength onto his opponent's block, nearly toppling him over.

That was when his opponent made his move.

The fear in his eyes vanished, only to be replaced with a smug smile. In one fluid movement, he dodged to the side, removing his weight from beneath Corlo. This left Corlo applying most of his strength into thin air, which, of course, caused him to stumble. The other changeling took this opportunity to perform a low kick, sweeping Corlo off his feet and onto his chest. Before he could blink, he found himself pinned, his foreleg wrenched behind his back in a classic disarming move.

He tried to break it, but anyone who has experienced that kind of pin knows that neither strength nor speed will help you. He wasn't able to sway his opponent in the least.

After five minutes of struggling, he finally relaxed and lowered his head. "I submit."

The pin was removed. Standing up, Corlo stretched his limbs and groaned. His foreleg felt like it had been dislocated and then put back in. For all he knew, that might've happened. Turning, he faced his opponent.

At 18 years of age, Corlo was turning out to be a fine young changeling, if not a rather average one. He wasn't particularly good-looking by changeling standards, though he certainly wasn't ugly, and his muscles could have been the ones of someone who worked out occasionally. He didn't appear to be anything special, but anyone who knew him knew better. He was the smartest in his class, soaking up knowledge and information like a sponge. He could run a mile in under a minute and not be exhausted. He could lift a total of 356 pounds, which was over twice his body weight. His magic abilities surpassed that of most of his teachers, and most of the spells he knew came from books. Already, it was clear the experiment had worked.

His opponent, on the other hand, was old, at 82 years of age. He went by the name of Draco, though most who knew him just called him master. He was the hive's best hoof-to-hoof combatant, and in his lifetime had trained all of the queen's generals. Now he was teaching what could very well become his superior. Not that he minded. To him, any student who wanted to learn and was able to was certainly worth his time.

He took his time to study Corlo, noting the way he cradled his foreleg and the look of defeat in his eyes, which not a moment ago had been falsely portrayed in his own.

When he spoke, his voice was cracked, revealing how old he was. "You lost."

Corlo shifted his feet. "Yes master."

"Why?"

Corlo was slightly confused by this question. "You beat me, master."

Draco snorted. "I know _that__. _What I want to know is why."

Corlo stood there for a couple seconds, his mouth slightly open. Then he shook his head. "I don't know master."

"Well you should. You are faster and stronger than I am. You should have been able to beat me five minutes ago. Why didn't you?"

Corlo racked his brain. He hated trick questions. "You took me by surprise."

"Yes. Annnnnnd...?"

Corlo grimaced. "And... that's all?"

"Wrong." Draco gave his student a light rap on the forehead. "Come now, the teacher's told me you were smart. The answer is obvious. You are 18. The only combat you've seen is your training with me and the other trainers. Look at me. I'm old. I have seen battles upon battles and duels upon duels, and participated in at least three quarters of them. In short, I am _much _better at fighting than you are."

He stepped away and began pacing. "I know what you did back there. When you saw the fear in my eyes, you immediately assumed you had the upper hand and threw caution to the winds. You thought that I, an old, old combat veteran, would put myself in that position on purpose? Care to explain the reasoning behind that?"

Corlo bowed his head, ashamed. "I underestimated you, master."

Draco stopped pacing and looked at him. "EXACTLY. Maybe you do have some sense in that head of yours. You underestimated me, and that is the last thing you ever want to do on the battlefield. In a fight, you never know what your opponent is capable of until he does it, and by then it's usually too late. This is why you must always, _always _treat your opponent with the same caution you _should _have treated me with." He eyed Corlo. "Understand?"

"Yes master."

"Good." He took note of Corlo's bowed head and snorted "And for the love of Chrysalis, stop looking like you've failed your whole life's purpose. It was a simple mistake."

Corlo looked up, slightly unsure of himself. "But you said..."

"What I said doesn't matter. Come now boy, I'm old. I'm supposed to be grumpy, aren't I?" A cheeky smile appeared on Draco's face. "Now, again!"

As the duel commenced, Corlo couldn't help but smile.

**Present ****Day****:**

Suddenly, two forelegs were around his throat.

He reacted instinctively. Grabbing the offending hooves he twisted, pulling the would-be assassin out from behind him and into his range of vision. In about half a second, his mind processed what he was seeing and made the appropriate connections.

A guard. A lone guard. But no, pony guards never patrolled alone, or even guarded alone. They always worked in pairs. And since there was only one here, that must mean the other one had stayed to cover him. Which meant...

He twisted again, pulling the unfortunate guard with him. Not a moment too soon. There was a flash of light as several spells flew from various locations, each stopped by the body of the guard who had tried to ambush him.

The guard's eyes rolled into his head and his body went limp. Stunning spells.

Throwing the unconscious guard away, he took in the situation. Fourteen soldiers, not including the one who had just acted as his personal shield. Each of them were armed, and they were all blinking, the sudden flash of light messing with their senses.

He silently cursed. This wasn't a patrol. It was a whole damn squad!

He ran.

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Shining Armor was pissed.

This had been simple. Capture the changeling, throw it in a cell, go to sleep, deal with it tomorrow. That had more or less been the plan of operations. And then it had gone wrong.

The changeling had somehow noticed them, and the guard that had been sent to ambush it was now sporting three bruises where the spells had impacted him.

Blinking away the bright light in the middle of his vision, Shining growled. "Get him!"

wwwwwwwwwwwwwwwwwwwwwwww

Chasing him.

The idiots were actually trying to chase him.

He had to hand it to them though, they weren't doing that bad a job. His wing prevented him from going full speed, and even though he was black, one of the guards would still manage to catch sight of him. Said guard would then alert the others, and soon he would have every guard after him again.

Panting, he uttered another silent curse. How could he have been so stupid?! He should have been to hear these guys from a mile away!

What annoyed him most was that it was mostly his fault. He should have stayed aware of his surroundings. If he hadn't taken a pause, that guard probably would've succeeded at knocking him out, especially if he had struck his wing.

He shook his head. Now was not the time to kick himself. Now was the time to find a hiding spot, and fast.

He entered the square. Behind him, he heard the shouts of the guards. They had certainly abandoned any pretense of being quiet. The whole city could probably hear it. As he ran, a light went on in a building next to him.

'_Great__.' _He thought. '_Just __great__.'_

Where was he going to go anyway? The shield protected the whole city, and he was running away from the only conceivable exit point. Maybe if he doubled back...

His thoughts were interrupted as he heard panting next to him. Turning his head, he was surprised to find that one of the guards had managed to grow level with him. Growling, he put on a burst of speed, his wing protesting all the while. The guard was left in the dust.

Slowing down a little bit, he panted. If only his damn wing wasn't broken! If he could run full speed, this chase would've been over before it began! As it was, each step made his wing flash white-hot and his breathing was becoming labored.

He couldn't keep this up forever.

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He couldn't believe what he was seeing.

The changeling was somehow managing to stay ahead of every single guard in his team, even the pegasi. His own soldiers were yelling and shouting, calling out where the changeling was and where he was headed.

"Somebody shoot it with a stun spell!" he bellowed. "Knock it out already!"

His command was followed. The three unicorns in his group, plus himself, all started firing stun spells. Hopefully, one of them would hit it.

This wasn't meant to be. The changeling seemed to _sense _whenever a spell was fired and was able to get out of the way at the last minute. Normally, Shining Armor would've accounted for such acts as pure luck, but luck didn't happen more than twenty times in a row. This changeling was dodging everything they threw at him.

Just what the hay were they dealing with?

Shining began to pay more attention to the creature's movements. Something he noticed was that at each intersection, it would always turn left. In fact, they had probably turned a full circle since the chase began.

The creature was trying to circle back around. And he wasn't about to let that happen.

Putting on a burst of speed, he drew level with the three other unicorns. Sidling up to them, he muttered "Follow me."

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The stunning spells stopped.

He was tired. Nothing was more tiring than pain, and he was experiencing a lot of that due to his injury. When the spells had started, he had been able to dodge them, but doing so had greatly aggravated his wing. He hoped it would be able to last a bit longer.

A bit longer was all he needed. During this whole chase, he had purposefully been circling around, and now he was on a direct route to the gate. Once he was free of the city, he doubted they would follow him.

Once again, he emerged into a square. The same square he had barreled through not ten minutes ago. His eyes found the proper road, and he poured his energy into his legs, making them go faster. They wouldn't be able to catch him now.

One corner. Two corners. An alleyway. He was almost there. Finding himself on the last road, he turned another corner and-

FLASH!

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The changeling rounded the bend.

Shining Armor and his men, who were standing in front of the gate, opened fire. The changeling tried to dodge them, but there was too many spells at too close a range. A total of six impacted the creature, and it was flung back, hitting the ground with a thud.

He sighed. Finally, that was over.

He approached the changeling. When he got within a couple feet of it, his team rounded the bed, screeching to a halt as they saw him standing next to it.

"Did you get it?" asked one of the lieutenants.

"Yeah, we got it." He turned to the rest of the team. "Bundle this thing up and throw it in a cell. I'll notify Princess Celestia of the situation tomorrow and we'll decide what to do with it. Until then, go get some sleep."

As the team descended upon the changeling, Shining wiped his brow. That run had tired him, and he was greatly inclined to go back to bed. He turned away from his men and strode over to the gate to survey the damage done.

What he found amazed him.

The shield was fractured, a complete mess. That changeling had single-handedly managed to almost destroy this part of the shield entirely.

He frowned.

Turning to the side, he walked up to a perfectly intact section of the shield. Experimentally, he felt it. It felt rather like thick glass.

He considered this for a few seconds. Then, without warning, he punched the shield. The impact only succeeded in hurting his hoof. He punched again. And again. When his hoofs felt like they were going to shatter at the slightest touch, he stopped, panting.

The shield was perfectly intact. Not a scratch adorned it's surface.

His frown deepened. Turning towards his team, he watched as they hauled the unconscious body to the prison cells.

Just what had that changeling been doing?

-End of Chapter 2-

**A/N: Uh oh. Looks like I'm gonna have to write the next chapter soon.**

**Again, please review. They are the source of my life energy. If I don't get any, I will literally shrivel up and die. Or at least be very sad.  
**

**Thanks for taking time out of your life to read this!  
**


	3. Imprisonment and Memories

**A/N: No, I'm NOT dead. I was just... abducted. By Slenderman. Yeah, that's it.**

**And no, this is not JAAT. I can, however promise you that chapter 15 of JAAT will be up later in the week _at the latest._ My proofreader is currently working on it, and today he got distracted by a video game, which he then shared with my, distracting me from my homework...  
**

**Yeah. Anyway, you won't have to wait long. In the mean time, enjoy! And please tell me what you think.  
**

Pain.

All over.

It dominated his senses, flowing over his entire body like acid. His face hurt, his chest hurt, his legs hurt... pretty much every body part that he had ever possessed in his life hurt at that moment. If he had been able to think straight, and if he hadn't known any better, he would've guessed that nothing less than a mountain had been dropped on him and then left there.

But of course, he knew that wasn't what happened.

Groaning, he tried to push past the majority of the pain and determine which part of his body hurt the most. This turned out to be his wing, which he was surprised to find still attached to his body. Apparently he had been lucky enough not to have any of the stunning spells hit it.

For once, he didn't attempt to get up. Why should he? It didn't take a genius to figure out where he was. He had been captured. He had been knocked unconscious. In all likelihood he was probably lying on some dry, hard, rough stone floor somewhere in the Canterlot dungeons. And if he wasn't, even better. That meant he was dead and didn't need to worry about anything.

However, just lying there and groaning didn't really appeal to him either. So instead he closed his mouth and devoted most of his remaining energy to one of his favorite pastimes: Thinking.

Because really, what else could he do?

_Everything! _His instincts screamed at him. _Find a way out! Explore your surroundings! Figure out how much trouble you're in and try to prepare yourself as much as possible!_

He snorted, which hurt. None of those things were practical. He could barely twitch his nose without experiencing a fresh surge of pain, and, if his guess was correct, he was in a jail cell. There was nothing TO explore. He also knew _exactly _how much trouble he was in. The only thing that could be counted as 'preparing' was the thing he was currently doing: Not wasting energy and assessing the situation.

No, in this case instincts would only serve to hinder him. The best plan of action was simply to stay put and recharge. He could think about escaping when he was at full magical capacity.

With that settled, his mind drifted back to what had brought about his capture. This proved to be a bad idea, as thinking about it made him wince, and wincing hurt. He'd had a good plan. He'd managed to avoid most of the guards. He had sensed the ambush and managed to avoid it, plus he ended up being faster than any of the soldiers chasing him. He had salvaged what most would call an un-salvageable situation.

So why had he ended up here?

Because he'd been stupid, that's why. He'd been careless, allowing an entire squad to sneak up on him while he mindlessly punched away at the shield. This entire situation was basically his fault.

And now he had ponies to contend with.

Honestly? Not that big of a deal. At least, it wouldn't have been if he had access to his normal abilities, which he didn't.

Letting lose another groan, he began to force his eyes open. An incredibly tedious task when one is being fraught with pain, he hadn't enjoyed it the first time and liked it even less now. It was positively and utterly the single most frustrating thing he had ever had to do, and resolved never to let this happen to him again. He was a damn super-soldier; he should at least be able to open his eyes!

For such a difficult task, the reward was most unsatisfying: A dark gray ceiling, pure stone with absolutely no decoration to speak of. He felt kind of miffed. They could at least have put him in a cell with an interesting ceiling. After all, he was going to be staying here for at least a week.

He shifted his head, letting it roll to the side without moving too many muscles. It helped a little. The spike of pain was now bearable, at least.

Gazing forward, he found himself staring at a set of bars jutting out from the floor and expanding to the edge of his vision. His suspicions of being in a cell confirmed, he took a moment to expand his eyesight beyond the bars and take in the rest of the hallway:

Stone floor. There was also a duplicate cell directly across from him that was currently being occupied by a singular dust ball. There, that was enough taking in.

His eyes disagreed however, and soon he found himself ideally scrutinizing the bars that separated him from the outside. They were fairly normal, made of wrought iron and seamlessly connected to the ceiling and floor. Standard prison bars that pretty much any kingdom that wasn't dirt-poor used: Firm, sturdy, cheap, and reliable.

Mentally, he snorted. Yeah, nice try you bunch of pricks. He could _bend _through those if he had too. Or melt them. Or break them, or smash them, or vaporize them, or...

No. No, he was getting ahead of himself. Whatever he did, it would be quick and silent. This wasn't some Diamond Dog raider camp, this was Canterlot. Stealth was key.

_Yeah, because stealth served you so well getting out of here, didn't it?_

He ignored his inner feelings. What happened hadn't been stealth's fault; it had been stupidity's fault. There was a difference.

Sighing, he closed his eyes. None of that mattered now. Right now, he had much more pressing matters to attend to:

Rest. He needed to rest if he wanted any chance of getting out of here.

Not that he was complaining.

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Princess Celestia felt like complaining.

It was absurd, really. Complaining was a childish thing to do. It was what fillies did when they didn't get their way. It was what young couples did when their relationships weren't working out. It was what workers did when they didn't get a pay raise, what guards did when it was raining while on-duty, and what CEO's did when their janitors ended up throwing better Hearth's Warming Eve parties than they did.

And it was what she felt like doing right this very moment.

She couldn't, though. She was a princess, a ruler, a well-respected leader of an ancient and powerful kingdom, and she had long ago learned that people in that kind of position had to act a certain way. Being born an alicorn had its perks, but freedom of speech was not one of them. People expected her to be calm, wise, kind, and understanding, so that's what she gave them.

And of course, the first rule to all of that was no complaining.

So she didn't. She withheld her anger and frustration, pasted a smile on her face, and told her subjects that it was fine, everything would be okay and she would take care of it. They didn't need to worry.

"**SHINING ARMOR!"**

Well, at least... she used to.

The Captain in question would've cringed if he wasn't too busy trying to keep his footing. As it was, the force of the Royal Canterlot Voice pushed him back about five feet and blew his mane into a straight cone. He shook his head quickly to restore it and straightened up, trying to appear dignified while looking anywhere other than at the princess sitting in front of him.

You see, while it was true that Celestia felt like complaining, she had actually surpassed that state earlier this morning.

For the first time in about 4 centuries, The Princess of the Sun... was pissed.

"Yes, your majesty?"

Very... … very... … pissed.

"_**FOUR AM! **_**I WAS WOKEN UP AT **_**FOUR AM **_**BY ABOUT HALF THE ROYAL GUARD TO BE TOLD THAT OUR CITY WAS **_**UNDER ATTACK! **_**I GATHERED EVERY GUARD I COULD AND RUSHED DOWN TO REPEL IT, BUT GUESS WHAT I FOUND!? **_**NOTHING! **_**MY SQUAD AND I ENDED UP SEARCHING ABOUT **_**HALF THE CITY **_**OVER**** THE COURSE OF **_**THREE HOURS! **_**EVERY DAMN CITIZEN WE QUESTIONED SAID THAT THEY HAD HEARD NOISES AND SEVERAL OF THEM COMPLAINED ABOUT RANDOM SPELLS THAT HAD FLOWN OUT OF NOWHERE! **_**DO YOU KNOW HOW MANY LETTERS I GOT THIS MORNING DMANDING PAYMENT FOR PROPERTY DAMAGE!?**_** THE WORST WAS FROM BLUEBLOOD! APPARENTLY, ONE THE SPELLS MANAGED TO MAKE IT ALL THE WAY TO HIS **_**BEDROOM!**__**FINALLY, **_**WE FOUND SOME KNOTHEAD WHO POSSESSED HALF A BRAIN AND HE TOLD US HE HAD STUCK HIS HEAD OUT A WINDOW AND WITNESSED THE WHOLE THING! GUESS WHAT HE SAW!? **_**YOU **_**AND SOME **_**RANDOM TEAM OF HALF-CRAZED IDIOTS **_**RUNNING AROUND, FIRING BLINDLY AT SOMETHING THAT **_**NOPONY ELSE COULD SEE!"**_

Silence.

Breathing heavily, Celestia composed herself, straightening her tiara and correcting her posture. Her glare remained however. After fluffing out her hair a little bit, she looked up and surveyed the results of her little... outburst.

The Royal Canterlot Voice had wreaked havoc on the throne room. Several of the stained-glass windows had been cracked, and more than one was completely broken. The rug had been blasted against the far wall, and she could make out the shape of Shining Armor behind it. He probably looked worse than the room did.

Mentally, she calmed herself. She really shouldn't just let lose like that.

To be fair though, it wasn't just this morning that had caused her to explode. This whole past month had been a series of one problem after another, and _all _of them could be traced back to the invasion of Canterlot by the changelings. There were the usual things- property damage, traumatized civilians, injured guards – and then there were the things that just got in the way. About 98% of all the nobles in the castle wanted to know how Chrysalis had evaded security and kidnapped Princess Cadence all by herself (something that Celestia honestly had no trouble believing), and that translated into a thorough explanation of how powerful the enemy was. This, in turn, caused about 98.5% of them to panic, and the resulting riot was only contained when Shining Armor shouted at the top of his lungs and then proceeded to scold each of the nobles for having no courage whatsoever. Which they didn't, really, but it made them shut up about the whole thing.

Pushing these unpleasant thoughts out of her mind, she eyed the state of the room. No. No, this simply wouldn't do at all.

Her horn flashed, enveloping the whole room in a golden glow. When it faded, everything was back to normal, except, of course, for the Captain.

Poor Shining Armor had taken the brunt of the Royal Canterlot Voice head on, and it showed. He was pressed up against the wall, mane spread out like a sideways Mohawk, and his once-pristine armor was now all out of place. It was a good thing he hadn't been wearing a helmet, otherwise it would've most likely been torn off.

As he quickly regained his sense of balance and straightened his mane and armor, Celestia continued to glare at him. She could apologize for blasting him across the room later. Right now she wanted to know just _what _in all of Equestria he'd been doing.

When she spook again, it was normal, if not strict. "I trust you have an explanation?"

Shining, for the most part, hadn't been prepared for _any_ of this and was now frantically going through Her Majesty's rant, trying to pick out the parts that made sense. Under attack? He hadn't been making thatmuch noise had he? Then again, his focus hadn't been on noise. And he was the Captain of the Guard! Wouldn't he have been the first pony to be notified if the city was thought to be under attack? He could've explained the whole thing! Also, what the hay did she mean, something that nopony else could see?! Changelings weren't-

"Well?"

He shook himself. "Yes, Your majesty."

She raised her eyebrows, indicating him to go on.

"That pony you questioned was wrong. We _were _chasing something."

"And that would be...?"

"A changeling."

She furrowed her brow. "A changeling? Impossible. The shield is up; a single changeling could never-"

He held up a hoof. "If I may, Your Majesty?"

Hesitantly, she nodded.

"It wasn't a changeling that had gotten in. It was a changeling that was trying to get _out_."

She stared at him for a few seconds, and then waved her hoof. "Again, impossible. The shield is much too strong for a single changeling to break. How would he have gotten in in the first place?"

Shining blinked. He hadn't thought of that. In fact, he hadn't given a single thought to how the changeling had gotten in. He'd just been concerned with the fact that it _was _in. "I... don't know, teleportation?"

She frowned. "You are destroying your own claims, Captain. If you'd done your research, you'd know that changelings don't have enough magical energy to ever hope of attempting a teleportation spell. Their bodies simply cannot handle it."

She decided not to mention that this only applied to normal changelings. Queen Chrysalis was more than capable of performing a teleportation spell, but in the end it didn't matter. Even Chrysalis wasn't stupid enough to attack a city twice in one month.

Leaning back, she shook her head. "You're a good captain Shining, but you have to work a little bit more on your excuses. A changeling in the city is, to be put simply, impossible. Now do tell me what really happened so we can get on with-"

"We captured it."

This stalled Celestia's mind for about five seconds. Then her eyes snapped back to Shining. "I beg your pardon?"

For his part, Shining was just trying regain control of the situation. He had to make his majesty realize the seriousness of the situation.

"We captured it. A bit difficult, but we captured it."

Celestia's mind began to race, contemplating the possibilities. Changelings _were _hard to see during the night, so it was entirely possible that a half-awake pony may not have seen it.

"And the chase?"

"We attempted to take it down silently, but it spotted us and made a run for it." He decided not to mention how it had used of his troops as a living shield. "We couldn't outrun it, so I took half my squad and circled around to ambush it."

She glanced at him for a moment upon hearing this. She would've thought that a whole squad would've been able to outrun a single changeling. "I see... and how did you find out about this?"

"The changeling tried to break through the shield. I felt it and triggered a silent alarm."

She almost snorted. A changeling, breaking through the shield by itself. Apparently, it knew even less the Captain did. "And what happened after you captured it?"

"I had my troops lock it up, then told them all to get some sleep. I had intended to tell you about this in the morning, but..." He looked sheepish.

Celestia thought about this. In theory, it all made sense, except for that annoying little fact that a changeling inside the city was unlikely, if not impossible. However, this was Shining Armor, a decorated captain and one of her most trusted advisers. He would be the last pony she would expect to joke about something like this.

"Okay then." She looked at him.

"Show me."

**122 Years Ago:**

Gryphondale.

Capital of the griffons, located roughly 600 miles west of the hive and currently one of the largest cities you could find. Home of both the Halian Arena andthe Great Market, this was the place you came too if you wanted to buy, sell, or fight. Usually all three.

Currently under the rule of Lord Aquila, the city was beautiful and prosperous. Populated mostly by its namesake, Gryphondale nonetheless possessed a wide variety of inhabitants and frequenters. Diamond Dogs, while not being allowed to dig, still enjoyed the city for its opportunities and barter. Changelings, preferring the atmosphere of their hive, visited the city less, but enough that their presence was never thought of as unusual. Zebras could always be found in shops, browsing through shelves or questioning the owner about some mystical object they had found. Dragons, usually not full grown, frequented the Halian Arena and libraries in a never-ending quest to increase their strength and knowledge. If you were lucky, you might spot a Sea Pony rise from the nearby river, gills fluttering and back aglow as the spell that changed its tail into a back pair of legs took effect. Ponies themselves almost never visited the city, but when they did they spent the whole entire time with their mouths open, gaping in awe at the huge variety of... well... everything!

Yes, 'everything' was a good word to describe this place. Everything for everyone from everyplace. That was the city's motto, actually. Not officially of course, but it's what any life-long resident would tell you. No matter where you were from or what you were, there would always be something you could enjoy here.

However, not a single resident will tell you that that something will be easy to find.

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Mid-day at the Great Market is never a good place to be if you're in a hurry. The crowds make it impossible to move quickly, and there will always be at least two things nearby that make you stop and take interest. Jewels, armor, books, weapons, clothing, sculptures, and pretty much anything under the sun was sold at the stands that surrounded the main building, which itself was simply called 'The Tradepost'. Here, you could again find almost anything you wanted, except this time you got to trade for it. Weapons were exchanged, clothing was compared, and not a single coin was spent while doing it. It was here that you could find the warriors, boasting about each one's particular set of weapons, and critically analyzing the weapons of others. Frequently, fights would break out over whose weapons were better, and that was the moment when the guards would swoop in and stop it simply by threatening to confiscate the weapons of anyone who was caught fighting. No combat in the market. That was the rule. It was also a rule that extended to the rest of the city, so if the warriors wanted to duel they would have to make it official and do it in the Halian Arena. Which, surprisingly, they almost always did.

Outside The Tradepost and beyond the ring of stands, performers of all kinds gathered to show off their skills. Jugglers, tumblers, acrobats, magicians, anyone who had a skill that wanted to be noticed were there. Each of them would have a basket set out in front of them, and if you listened closely you could hear the almost nonstop clink of coins being tossed in. Griffons loved art of any kind, and paid handsomely for good performances.

After that came the streets. Long winding pathways lined with buildings on either side. It was here that you could find shops selling rarer, less common items. There was also a lot less activity, and you could actually take a walk without bumping into anyone. It was a quieter, more relaxing part of the city, and it was here that most of the residents spent their time.

A hooded figure was discovering this as he slowly made his way down a street, heading in no particular direction. The hood, while warm, didn't do a whole to mask one's face, and you could clearly see two pale blue orbs darting about under it, taking in everything they saw.

The figure shivered. It was late October, and while not freezing it was certainly below anything _he _was used to. He really should have listened to his Queen when she suggested that he take something warmer.

Cursing, Corlo tightened his cloak. He probably looked like an idiot, fretting over what others would call a nice breeze, but he couldn't help it. The hive was warm all-year round, and he'd had no inclination to leave it until now. This whole concept of 'dressing for the weather' was new to him.

Straightening up as he passed by a guard, he recalled why he was even here in the first place. It had been out of the blue, really. He'd been doing his drills, training with Draco as he always did (at 99 years of age, the old bat still wasn't showing any signs of slowing down), when his friend Greta had stuck her head through the door and said that Chrysalis had wanted to see him. When he'd arrived at the throne room, he had found his queen staring through the newly-installed window that offered a great view of the surrounding landscape. Taking a few moments to notice his presence, she had made a rather unusual request of him.

"I want you to leave." she had said. Seeing his confused face, she reiterated. "Not permanently. Just so that you have some experience of the outside world. You are 35 years old, Corlo. And yet you have never left the hive." She turned away from the window and faced him. "There is a very big world out there, and I feel now is the time that you got at least a taste of it. Have you not wondered what's beyond the hive?"

He had puzzled over this question. He _knew _what was beyond the hive. He had read books. He knew about the griffons, and the diamond dogs, and the dragons, and all the other civilizations. He had seen pictures of the desert and the sea, and he lived right next one of the biggest forests in the world. So he was uncertain what his queen was asking.

"I... guess?" he had said hesitantly.

"Exactly what I was afraid of." She turned back to the window. "Yes, it is most certainly time for you to leave. Calsor will see you properly equipped. Go see him after you've said goodbye to all of your friends."

The sentence was abrupt, and it had troubled him. Say goodbye? Leave? That sounded so... sudden. "Where will I go?"

Looking at her reflection in the glass, he had seen her grin. "Gryphondale. It is the perfect starting point." Glancing at his downcast face, she retorted. "Oh, don't look so depressed. I honestly don't expect you stay for more than a couple of days, but in that time I expect you get a good idea of what the real world is like."

That had made him feel better. A few days? Okay, he could do that. "What will I do there?"

Turning around, she had winked at him. "Explore. And be sure to enjoy the city to its fullest extent."

She had refused to give him any other information.

After that, things had moved quickly. He informed all his friends that he was going on a short trip, then had reported to Calsor. It was then that he made the mistake of choosing the light cloak over the thick robe. He had been given a small kit filled with the basics for spending the night outdoors, and before leaving, he had asked Calsor if _he_ had ever left the hive.

"Oh yes." Calsor adjusted his glasses, looking thoughtful as he always did. "Many times."

"What's it like?" he had wondered.

Calsor had made a face. "Illogical." And that was it.

Returning to the present, Corlo snorted. Something both his Queen and Calsor had failed to mention was that it was a week-and-a-half journey by wing from the hive to Gryphondale. That had been the most miserable week-and-a-half of his life. He had made all the mistakes that were possible to make: sleeping in a cave belonging to a bear, lighting a fire right next a bunch of dead branches (at least it'd been warm), and attempting to set up a campsite in the dark. And when he'd finally arrived, he'd only had one word to go on.

'Explore'.

And so he did. After filling up on love from a nearby tavern (he wasn't sure if it had actually been love, but there was enough positive emotions flying around that he had at least felt satisfied), he had set about exploring.

And now here he was.

Continuing his pace, Corlo felt frustrated. Explore. Great, okay, let's do it. Oh, and uh... explore what? He had set about one hoof in the Great Market before deciding that he would avoid that place at all costs: _Much _too loud and noisy. So he had settled on the streets. The only problem?

He wasn't enjoying himself.

Now, most people would just chalk this frustration up to a changeling that was over-devoted to his Queen's orders, but Corlo knew Chrysalis. She was both a great judge of character and, being a changeling, very sensitive to people's emotions. Chrysalis had told him to enjoy the city, which meant that there was something in this city that he would enjoy. And he was determined to find it.

So far, he hadn't had much luck. He'd been awed by the architecture. He'd been amazed by the inhabitants. He'd paid attention to all the tourist attractions and performers. It was all amazing, and he'd certainly learned a lot in the two hours he'd been here, but nothing was really catching his eye.

_Well, it's not like I've explored the whole city. _He shook his head. More like an eighth, actually. _Maybe I just need to keep on going_.

And so he did. He read every sign. He glanced in every window. He followed the groups of people to see where they were going. And the whole time, the only thing he was feeling was bored.

It was weird. He'd spent the better part of his life just training, determining the extent of his abilities, and now that he was actually doing something different and new... he was bored.

Was this was his queen had meant? Did he need to expand his horizons a bit?

Glancing up, he read the latest sign as his passed it. 'Trinkle's Trinkets'. A sign on the side of the shop read 'Only For The Most Daring!'.

Slowing down, he glanced through the window. Trinkets was right. The shop seemed to selling only the things that nobody else would want. Battered old books, lamps, a weird orange circle of rubber with white stripes on it that served no purpose he could think of, who would want anything like this? A ball, a top hat, a whole _bed _that looked like it would make a great rest home for moths, more books, a bottle...

He blinked. He had passed the window and was now looking at the door. It was plain, made of wood, nothing special about it. Glancing behind him back through the window he let his eyes roam around the stacks of items that were mostly useless, and in his opinion, junk. There was no way he could want whatever this shop was selling.

So why did he want to go in?

Sighing, he turned away from the door... and didn't move. He just stood there, thinking. The shop was selling junk, that much was certain. And yet he wanted to go in. He wanted to go in, scan the shelves, search for something interesting, which, his rational mind was telling him, there wasn't.

Turning his head, he looked at the door. What was it about this shop that made him want to enter it?

"_Be sure to enjoy the city to its fullest extent."_

Was this what his queen had been talking about? Was there something in this shop he would enjoy? His mind was saying 'no' and his instincts were telling him 'yes'.

"Ugh... fine." he muttered. Turning the rest of his body, he strode towards the door. He had a few days, might as well use them.

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A bell rang as he opened the door.

Well, not 'rang' exactly. More like 'pinged'. It was rather pathetic, but it wasn't what got his attention.

What didget his attention were simply the sheer loads of _stuff _the shop seemed to hold. It was like taking the stuff he had seen through the window and multiplying by a thousand. The place was _packed_, with stacks of books rising all the way to the ceiling. There was an entire stage coach pushed up against one corner, and a shelf devoted to bottles filled with different-colored liquids that toke up a whole wall.

He was so busy looking around that he didn't notice the figure standing behind the desk directly in front of him. That is, until the figure spook.

"May I help you, traveler?"

The voice actually managed to make him jump a little, but as soon as he saw the speaker he relaxed. He was surprised, however. The owner of the shop was a gray Earth Pony, wearing a red scarf and a light green jacket draped across his back. He wore glasses, and had some kind of red and yellow hat that Corlo didn't know the correct term for. His cutie mark was hidden under his coat.

"... I don't think so." Corlo approached the counter. "I just came in to... browse. I assume you're Trinkle?"

"Precisely." He gave Corlo a quick once over, then looked him straight in the eyes. He held the gaze for about 30 seconds, during which Corlo stared back confused, before grinning and nodding.

"Yes... yes, that will work." Turning away, he retreated into the back of the shop. "Call for me when you want to buy something!"

And then he was gone.

Corlo realized his mouth was open and closed it. "Uh..." Turning his head, he tried to catch a glimpse of Trinkle in the back of the shop, but couldn't. "Okay then." he muttered.

Turning away from where the crazy shop owner had disappeared, he began to search the shop, looking for anything that could possibly be of interest. He'd come in here purely out of intuition, and he had no idea what Trinkle had meant by 'that will work'. He considered just leaving, but that seemed rude. He should at least have a look around before he bailed out.

Picking up what appeared of be some sort of skull with his magic, he examined it before putting it back. Glancing around, he sighed. But really, what was the point? The owner was obviously crazy, and there was nothing of worth in here. Better he just leave and try another shop, one that had more promising aspects.

Turning, he approached the door. He got within five feet of it before the voice sounded again. "Leaving so soon?"

Looking behind him, he saw Trinkle standing behind the counter, completely at ease as if he had been there the whole time. Corlo frowned slightly. Was his hearing going bad? He should have heard Trinkle's footsteps a mile away. "Yes."

This, in turn, caused the shop owner to frown. "Well, did you find what you were looking for?"

What an odd question. "No. I wasn't looking for anything."

Trinkle waved a hoof. "Come come, of course you were. Something drew you to my shop, did it not?"

Slowly, Corlo turned to face him. What did this pony know? Did he have something to do with why he'd been drawn here? "I'm not sure what you mean."

"Of course you do." Trinkle gave him an 'are you stupid?' look. "Otherwise you wouldn't have come in here. Normally, folks see all the trash I put out and pass this place by. But sometimes, people like you come in, despite the fact that there is positively nothing of value here." He lowered his hoof, as if he'd finished giving an explanation. "People like that come in here for something specific."

Corlo was by now thoroughly confused. That made no sense. People being drawn in for some unknown reason? Mentally, he snorted. It had been instinct, nothing else. The pony was clearly insane, but... "...How do you know I was drawn here?"

Trinkle face-hoofed. "Laddie, it's _my _shop. I own it. I would be ashamed of myself if I didn't know the way it worked by now." Removing his hoof from his face, he glanced behind Corlo at the door, then back at him. "Leave if you must, but do try and find what it is you're looking for. Leaving these kinds of things alone almost never ends well." Turning, he called over his shoulder. "And check the left bookcase! Third shelf!"

Corlo looked to where he was talking to. There stood a bookcase, filled with almost everything except books. Turning back, he was about to ask the pony what he meant, but found that he had disappeared again.

"Ugh... place is giving me the creeps." he muttered. Shivering slightly, he turned towards the bookcase, trotting up to it. He began to search the third shelf, picking up items with his magic and setting them down. He had no idea why he was doing this. He _should _be leaving. He had no idea how the old pony had known about his attraction to this place, nor did he really care at the moment. This place was bordering on the edge of being haunted in his mind, and he shouldn't-

Wait.

What was this?

Sitting behind a stack of multicolored hats was something that had caught his eye. It was, to be put simply, a sword handle. Just the handle. No blade. It was black, made of stone, and had a little green jewel cut in the shape of a dragon in its hilt. The pommel was also green jewel, a small ball that was roughly cut, unlike the dragon. He wondered why somebody would make a handle like this and then forget to put a blade on it.

Tentatively, he picked it up with his magic. "What could this-"

~SHING~

In an instant, the dragon jewel glowed and a short, curved blade materialized at the end, cutting a hole in the back of the bookcase and embedding itself there.

"YAH!" Corlo jumped back and let go, making the blade wobble. He backtracked quickly, trying to distance himself from the offending object. "For the love of Chrysalis!"

"Ah, I see you've found it." Suddenly Trinkle was beside him, approaching the blade and grabbing the handle, giving it a good yank to dislodge it.

"I didn't... I didn't mean to..." Corlo tried to explain himself.

"No worries. I've done that myself plenty of times." Smiling, Trinkle held it out to him. "Why don't you see if you can figure out how it works?"

Corlo first instinct was _not _to touch it, but after an encouraging nod from Trinkle, he slowly reached for it. Careful not to use magic, he grabbed the thing by the pommel with his hoof and held it up. He noticed the dragon jewel seemed a bit brighter than before. Glancing at Trinkle, he flapped his wings to balance himself and slowly raised his other hoof. He tapped the dragon jewel lightly.

With a responsive glow from the jewel, the blade dematerialized.

Corlo stared in awe at the handle. He couldn't imagine how much knowledge in both spells and crafting would've been required to make something like this. Quickly, he tapped the jewel again. It glowed, and the blade re-materialized in front of him.

In the background, Trinkle chuckled. "See? Nothing to be afraid off, just a little complex magic. The reason you set it off in the first place was because the basic levitation spell you were using put pressure on all sides of the object, but you should be able to break that habit pretty quickly."

This last part caused Corlo to turn and give him a strange look. "What do you mean?"

Trinkle blinked. "Well it's obvious, isn't it? This is the object you came in here to buy!"

Corlo looked back the blade. He came in here to buy this? But... how did the pony know he would want something like this? "How did you know I would want this?"

"I didn't." Trinkle winked at him. "But the shop did."

This single phrase caused all of Corlo's confusion and disbelief to come crashing down into one huge god-awful mess. He closed his eyes and toke a deep breath. "But how did the _shop _know?"

Trinkle scratched his head then shrugged. "Heh, beats me. I just run the place laddie, I don't tell it how to work."

Corlo looked at him incredulously. "But you said-"

"Laddie?" Trinkle put a hoof on Corlo's shoulder. "You _really _need to stop questioning things so much. You're making things more complicated than they need to be. Just accept it." Removing the hoof, He poked Corlo in the ribs. "Now... are you going to buy the thing that you spent so much trouble looking for?"

Corlo glanced down at the handle. Using his magic, he applied a little pressure to the dragon jewel. The blade dematerialized.

He thought about it. Did he even have any money?

Quickly, he drew open his cloak to reveal the bag that Calsor had given him. Rummaging through it, he found a small bag at the very bottom that jingled when he grabbed it. Looking up at Trinkle, he asked "How much?"

"Hmm?" The pony looked surprised at the question, as if he hadn't expected it. Suddenly his ears perked up, as if he was listening to something. "Yes..." His smile faded a bit, but then it returned. "20 bits!"

Corlo almost dropped the bag. Only 20 bits?! For something as complex as this?! He eyed the shop owner. "Are you sure?"

His smile didn't waver. "Of course I'm sure! I'm the money keeper, aren't I?"

"Well... okay, if that's all you want." he counted out twenty bits and handed them to Trinkle. "Seems like it'd be worth more than that though."

"Not to me. I don't prefer fighting myself. Though if you want..." His face brightened, as if he'd just gotten an idea. "... I could throw in something extra."

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As Corlo exited the shop, he released a huge breath he hadn't realized he'd been holding.

That... had been weird.

After demanding only twenty bits for the special sword, Trinkle had offered to make him a sheath for it. He'd been confused at first, asking how Trinkle could do that when the thing didn't even have a blade half the time, but Trinkle had just chuckled and disappeared into the back. Five minutes later he had returned, bearing this weird harness-like thing that was, in Corlo's opinion, certainly _not _a sheath. Once again he'd been proved wrong though, as after he managed to put it on, Trinkle had shown him the small holster located near his chest. He assured Corlo that neither clothing nor the holster would set it off.

Corlo glanced down. There it was, nestled just under his cloak. The harness itself was actually not as complicated as it had first appeared, with only two straps: One for his middle body to keep it from slipping and one for his chest, on which the holster was found. The whole thing felt snug, and yet it didn't seem it restrict his movement at all. Trinkle had only charged five bits for the whole thing.

Glancing left and right, he made sure nobody was on the small street before drawing using his magic to remove the sword from its holster. He was careful not to apply pressure on the dragon jewel before it was out in front of him. He didn't like the prospects of gutting himself in the first five minutes of owning it.

Activating the blade, he studied it carefully. It was rather short at two-and-a-half feet long, but that didn't concern him. The face of the blade was plain, undecorated, and near the end it curved back a little, forming sort of a faint, "S" shape. He gave it a few experimental swipes in the air with it, and was surprised to find that it felt fine, even in his magical grip. Switching to his hoof, he did that same thing. The blade had a perfect weight to it. He would have no trouble using this in a fight.

He put away the blade and then turned, facing the shop. The sign 'Trinkle's Trinkets' stirred a little in the breeze.

He thought about his experience in the shop. Had he learned anything? No. Had he felt in control of the situation? No. Did he feel like he'd accomplished anything? Not really.

Had he enjoyed himself?

Looking down the holstered weapon, he thought about that. He'd been confused. Nothing had made sense. All the logic he had learned in his life had been thrown out the window and mercilessly crushed into dust.

So had he enjoyed himself?

For the first since this trip began, Corlo grinned. Yes... yes, he had.

Glancing back up at the shop, he took it all in. Was he ever coming back here? Probably not. Why should he? He had already bought his item; it wasn't as if he would need to buy it again. And honestly, he doubted whether his sanity could survive another round.

Without really thinking about it, he bowed slightly. Then, realizing what he was doing, he quickly straightened and turned, trotting down the street, following the path he'd been following before. His smile didn't diminish though.

No, he was most likely never coming back here, but that didn't mean he would ever forget it.

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Trinkle watched the changeling fondly from his window. As he disappeared from sight, he smiled.

"Yes, he was a good lad, wasn't he? I'm thinking that weapon will serve him well."

As he turned away from the window and trotted towards the back, his ears perked up. Glancing towards the interior of the shop, he nodded. "Yes. I agree." He resumed his pace. "I do wish you'd stop selling items at such low prices though."

As he reached the desk, he sighed. "Yes, I know he wouldn't have been able to afford it, but what about other people? You made me sell a solid-gold caldron to a zebra for only fifty bits, when the zebra in question was offering over two hundred."

He tapped the desk dejectedly. "It's not like I'm not getting by, but it would help to have some extra bits on the side, you know?"

Perking his ears up again, he glanced towards a fake zebra skull. His face brightened a little. "Yes. Of course, you're right. It was silly of me." His eyes scanned the shelf and landed on something that made his expression turn thoughtful. "Although..."

Walking over to a small glass dome, he tapped it lightly. Inside lay a red and black amulet, the top half fashioned to look like an alicorn and the bottom half devoted to a large red jewel. "I'm sure people would be willing to pay a large sum for this one. I mean its-"

Cringing slightly, his eyes shot towards the back of the shop. "Yes. Yes of course, sorry. May I ask as to why we're even keeping it though? If we don't plan to sell it, what will we do with it?"

He stood there, as if waiting for an answer for a minute or so. Then a look of understand graced his features. "Ah... yes, that makes sense." He glanced back at it. "That lad didn't even notice it, did he? And it was right under his nose."

Turning away from the object, he disappeared into the back, his voice fading away as he did so. "Oh! Yes! I can't believe I forgot about that! Two cups of storm cloud plus three..."

As his voice faded away, the shop grew quiet. Each item stayed where it was, unmoving. To normal passersby, the shop would seem like a junk heap, filled with items that absolutely no one would want. They would walk past, thinking how such a place had stayed open when there were so many other places that offered much better services.

But then again, this shop wasn't really intended for normal people. It just stood there, ignoring everyone who passed by, awaiting the time when another visitor would come.

It wouldn't have to wait long.

**Present:**

Of all the things that pissed him off, getting his sleep interrupted had to be number one.

Mostly, this was true because it happened many more times to him than it did to everyone else. He had sensitive hearing. It was incredibly useful, and had saved his life on more than one occasion, but it also made him a very light sleeper. The slightest noise could wake him up. And if that noise belonged to a living creature, said creature better be prepared for quite a lot of shouting to be directed towards them.

So it was that when his slumber was shattered by the sound of hoofs approaching, he had to suppress his 'kill everything' instinct and instead focus on the noise. He didn't move, preferring to breathe slowly and more or less attempt to look as though he was still asleep. The hooves, he discerned, belonged to two ponies, one wearing some kind of metal slippers. From what he knew, only royalty wore any kind of slipper, usually gold or some other precious metal. As they grew closer, he could also hear the *chink-chink* of armor grinding against itself. So a noble and a soldier.

They were also speaking. He didn't recognize either of the voices, but all the same he focused on them. After all, eavesdropping was one of his favorite things to do inside enemy territory.

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As Shining led his Princess down to the cells, she had told him more about the incident he had caused. After learning that the city was under attack, the first pony she had ordered to be woken up _had _been him. Only problem was he hadn't been in his bed.

"Well... I did oversee the changeling being locked up..." Shining tried to remember. He'd been very tired after all the chasing. "... but I think I would've noticed if there were guards streaming everywhere."

"In truth, there wasn't really." Princess Celestia looked thoughtful. "I tried to make it as silent as possible, just like you did." She glanced at him sideways. "Apparently it was a little _too _silent."

Shining grimaced. He didn't like to think that he might've slept through a whole attack, even if it had turned out to be a false alarm.

As they trotted down the line of cells, Celestia couldn't help but cringe a little. She had never been

comfortable with locking somepony up, no matter what they had done. Hopefully, they could just solve this whole mess quickly and then send the changeling back to wherever it had come from.

Shining, who was walking ahead of her, stopped in front of a cell. Beckoning her over, he pointed inside. "There it is."

As Celestia trotted up beside him, she got her first good look at the changeling. It was sleeping, lying and it's back and breathing softly. She was almost certain it was a male, judging by the shape of its natural armor and horn. Something she found disturbing was the fact that one of its wings looked injured, possibly broken. She wondered how long he'd had that.

Pointing toward the wing, she asked "Has he seen a healer?"

Shining looked at her as though she were crazy. "A healer? Of course not."

She gave him a hard look. "Well make sure he does. I will want to speak with him as soon as that wing is mended."

"But it is the enemy! We shouldn't just-"

"My dear Shining Armor, _he _is an injured sentient creature that probably has no hope of escaping. I expect the wing to be healed."

Shining stuttered, trying to think of an argument that his Majesty would listen to. "But-"

"But nothing." Celestia turned and headed back towards the stairs at the end of the hallway. "I want it done by the end of today."

Shining stared, open-mouthed at the back of his Majesty's head. She wanted to heal this... thing?! This thing that had attacked her city and almost destroyed his wedding?!

Turning back, he glared at the sleeping changeling. Sometimes, being the Princess's best adviser really sucked.

Growling, he swept back down the hallway, following the path Celestia had just taken.

If he'd stayed a moment longer, he would've seen a small smile appear on the changeling's face.

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He couldn't believe it.

He couldn't, damn, believe it.

Had he heard right? The Princess had just ordered that his wing be healed?!

Even though it hurt, he let lose a laugh. This was incredible! Now, not only would he not have to waste magic healing his wing, but he could also spend this week in relative comfort!

Grinning, he settled back into a comfortable position. That had just solved about fifty percent of his problem. Thanks Princess, he owed you one. Getting out of here would be a breeze now.

Of course, he still had to wait for his magic to recharge, but not having his wing to worry about would make that a piece of cake.

After all, it was only a week.

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"Come ON, Charmer!"

"Just give me a sec! I feel it down this way!"

The alleyway's silence was broken by a unicorn wearing golden armor trotting into it. He looked interested, eyes scanning the small path. It ended in a dead end, and had a few random crates and trash bags lying on the side. It was an average alleyway that nobody would really have any reason to enter.

Behind the unicorn, an exhausted earth pony stumbled after, also wearing golden armor. This pony appeared tired, and for the most part, annoyed. Adjusting his helmet, he sighed.

"What is so damn important that you had to drag us out of our regular patrol?! Captain Shining will have our tails if he finds us outside our route, especially after all that ruckus last night!"

"Just hold on! I'm sensing something!" The unicorn narrowed his eyes. "And it's coming from this alleyway."

"So you sense something. What, did you smell hay fries being cooked or something?"

"No! It's... magic. Complex magic." The unicorn took a step forward. "Trouble is, I can't really pinpoint it other than in here."

"So come back later! It's not like you never have free time!" The earth pony put a hoof on his soldier. "Come on. Whatever it is, it's not going anywhere. We have a break tomorrow, remember? You can come check it out then."

"I... I guess." The unicorn looked disappointed. "But it's just-"

"Okay, I'm done being nice." Seizing one of the unicorn's hooves, the earth pony began to drag him out. "Come back tomorrow if it's that damn interesting! For now, let's get back before we get that break taken away for being off-duty!"

The unicorn allowed himself to be dragged away, still looking at the alleyway. His friend was right, they should get back, but he was _definitely _coming back tomorrow!

Back in the alleyway, deep in one of the crates, something glowed slightly.

It was a sword handle. Made of black stone, with a pommel made of roughly cut green jewel.

The more noticeably characteristic of it though, was the same kind of jewel finely cut in the shape of a dragon, resting in its perch near the hilt.

-End of Chapter 3-

**A/N: Again, please review the chapter and tell me what you think. And remember... JAAT _shall _return this week. You're welcome.**


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